Walk a Mile in Someone's Shoes
by Jacob D. Mercer
Summary: Set during S1E2 Of Walking Dead. While out hunting with Mark, Lee finds the Omnitrix. How will this affect things? Who will be saved? Who will die?


** A/N: Now, I know how this idea might sound to some people, especially since most fics like this focus on a kid, not an adult, but I love the character of Lee Everett and a show I used to always watch as a kid was Ben 10. Eventually I couldn't stop thinking about what would've happened if Lee had gotted the Omnitrix during the first season of the show. Now, one thing I will say is that most of the human characters of Ben 10 probably won't be in this fic, except for maybe Kevin. Other than that, most of the alien allies and enemies, such as Tetrax and Vilgax, will be in this story. One last thing, I'm substituting Ripjaws for Humungosaur, because they do not hang around water enough and Humongousaur my favorite alien. Anyway, the story is literally going to be Lee throughout Season 1 (From the second episode) and Season 2 with the Omnitrix.**

* * *

Lee Everett sighed as he stood out of his cover, recent arrival Mark not far behind. He had just split a walker's head open with an axe, only to find out that it was chowing down on the rabbit he and Mark were hunting.

"Dammit." Lee said dejectedly as he and Mark walked out of the bush.

"Not again." Mark sighed, relaxing his hold on the sniper rifle in his hands. "It's getting harder and harder to find food."

"No shit. It seems like the food you had with you went away in a few days." Lee remarked as he and Mark started walking again.

"I know. I could really use a burger right now." Mark commented as they trekked across the forested floor. He turned to look at Lee. "You think Kenny's having better luck than us?"

"I hope so. We had been on that rabbit's trail for hours." Lee responded.

"Yeah. I hope we do find something, because it's getting hard to listen to Kenny and Lilly."

"Lilly's controlling. Kenny will do what's right in the end." Lee said with faith, believing his words fully. Kenny was hot headed at times, but he knew what to do, and his heart was in the right place.

"Yeah." Mark agreed. "Y'know, I think she's been sneaking some extra food for her father." He remarked, looking at Lee for his input. Lee nodded.

"It wouldn't surprise me."

"What's that guy's problem anyway? It seems that he has a problem with you in particular."

"He thinks I'm gonna get everyone in the group killed." Lee explained. Mark shook his head.

"He's gonna get everyone killed. Not you." Mark said firmly. "Didn't he punch you in the face once?"

"Knocked me flat." Lee admitted. Mark sighed.

"He's the problem, not you." Mark reinforced his point. His eyes widened and he hushed Lee, spotting a bird sitting on a branch

"Think you can hit it?" Lee asked to be sure.

"I wouldn't try if I didn't think I could." Mark said with confidence. Everything was silent as Mark lined up his shot, before a loud boom sounded out as he hit the bird dead on. "Yes!"

"Way to go, Mark." Lee congratulated as the two approached the bird. Lee picked the animal up and put it in his pocket. The bird was small, but was food. Before the two could attempt another hunt, Lee spotted something he hadn't seen in awhile, especially in the day time: A shooting star. "Hey Mark, look at that." He said, pointing at the flaming object in the sky. Mark's eyes widened.

"Well ain't that something? I never thought I would see a shooting star before, especially not since shit hit the fan." Mark remarked. They both continued to stare at it, before Mark's eyes widened as he realized that the object was heading straight in their direction. Mark quickly jumped into Lee both of them tumbling to the ground as he pushed him out of the way. Only seconds after, a large metal sphere crashed into the ground, carving a groove into it

"What is it?" Lee asked as the two weary men stood to their feet. They both jumped as the sphere hissed, before a section slide apart, revealing an object inside. The object looked similar to a watch, but it displayed a green hourglass symbol instead of a time. It had a dial with four green dots in a compass direction around the face of the watch, and a simple green button sat on one side of the dial.

"Is that a watch?" Mark asked as Lee got closer to get a better look.

"Looks like it. Not like any watch I've ever seen." Lee said as he slowly reached his hand in to grab it in order to examine it. Suddenly, as if it had a mind of it's own, the watch seemingly jumped out of the sphere, quickly wrapping itself around Lee's wrist. Lee screamed in fright, not expecting the sudden motion of a seemingly inanimate object, causing him to lose his footing and fall on his deriere. Mark was jolted out if his own fright as Lee fell, running to check his friends wellbeing.

"You alright, Lee?" Mark asked, wanting to make sure that Lee was okay. Lee continued to breath heavily, staring at the new object on his right wrist that had wrapped itself onto him.

"Yeah." Lee said finally, calming down. "I'm fine, just had a bit of a spook." He said, looking at Mark as the man in glasses helped him too his feet. Lee examined the watch, curious as to how to take it off, before his eyes widened as he realised that the watch didn't have a latch. "What kind of watch is this?"

"What's wrong?" Mark asked, adjusting his glasses from the impact of the sphere.

"There's no latch. I can't take it off." Lee revealed, pinching the bridge of his nose as he sighed in frustration. "How do I explain this to everyone?"

"Hey, they'll think I'm crazy too." Mark remarked with a grin, before he turned serious as he narrowed his eyes. "Let me look at it."

"Knock yourself out." Lee said, raising his arm towards the man. Mark took his wrist, examining the object from every possible angle he could without looking like an idiot or hurting Lee. It was then he spotted the button next to the dial.

"Hey, maybe this is how you take it off." Mark proposed as he pressed the button. Both men jumped as the face instead shot up, but it looked like a diamond shape rather than an hourglass. A silhouette appeared on the face, and both men looked at each other.

"I'm not sure this is actually a watch." Lee said. Mark shook his head.

"I don't think it is either." Mark said as Lee looked at the face. It showed what looked like a someone on fire, but the hands were over-sized and the feet only had two toes and both curved inward and around, making a circular spot in the foot.

"I wonder..." Lee trailed off as Mark watched him push the face down slowly, almost afraid of what would happen. The man suddenly found himself shutting his eyes tightly and covering shielding his face as a bright emerald light enveloped Lee in an instant. The light died down, but Mark quickly looked back in a panic when he spotted a fire creature with chunks of rocks on it's skin, similar to the silhouette on the watch, in Lee's place, screaming in pure terror.

"I'm on fire!" The creature screeched, running around like a chicken with it's head cut off. Mark looked confused. Why would a creature made of fire feel terrified about fire? The creature came to a stop as it looked at Mark, and while it had no visible eyeballs, Mark could still see the desperation in the flaming pits it had in place of eyes. "Mark! Help me!"

It was then Mark's eyes widened as he realized what, or rather who, he was talking too, especially after noticing the familiar hourglass symbol on the chest of the creature. "Lee?"

The fire creature, now identified as Lee, shook his head up and down frantically. He was still visibly terrified. Somehow, Lee's empty eye sockets widened as he reached towards Mark. "Mark, behind you!" Suddenly, a large fireball went soaring past Mark's head just as he turned around in time to spot the approaching walker, only for it's face to be melted into nothing by the heat as it dropped to the ground, now dead.

"Lee, what happened?" Mark asked, just as confused as he was. Lee shook his head.

"I don't know. I think the watch did it. And I don't know how to turn back." Lee said, the fear evident in his voice. "What am I going to do? The group won't take me!"

Mark shook his head quickly. "No. I can't speak for everyone, but I can say that they won't all turn you away." Mark smiled reassuringly. "Especially Clementine."

Lee looked down, still scared, but relieved that he at least had someone on his side. Before their conversation could continue any further, a loud shout caught the men's attention, and they both ran towards it, Mark picking up Lee's fallen axe as he ran. It wasn't a minute before they came into a clearing, where they spotted three people two of which were teens. One was an adult, who was the source as the screaming, as they spotted a bear trap clutch painfully onto the man's shin, going all the way down to the bone.

One of the teens spotted the two, and immediately panicked at Lee's appearance, drawing attention to the two. "What the fuck is that?!" He said, pointing at Lee.

"Calm down, I won't hurt you!" Lee tried to calm them, holding his hands up in the universal sign of surrender, but the boys were still too scared.

"Please don't hurt us!" The other teen said, backing away from the two, but remaining protectively in front of the man in the bear trap.

"Calm down you two. What happened?" Mark asked, hoping they wouldn't react as badly to a human face. The first teen spoke up.

"It's our teacher! He needs help!" He said, gesturing to the trapped man. The other teen turned in fury.

"Shut up, Ben! We can't trust them. Especially that!" He said, pointing to Lee, whose face fell at the words. Mark scowled at the kids, but the first teen spoke up.

"We need help, Travis!" The first teen, Ben, shouted at the newly named Travis, before looking at the two once more. "We can't get it off of him!"

"What the hell happen-JESUS CHRIST!" The familiar voice of Kenny shouted, as everyone turned to find the mustache man staring at Lee in shock. "WHAT IS THAT?!"

"Calm down Kenny! It's Lee!" Mark said as Kenny aimed his gun at Lee.

"That's impossible! Prove it!"

"Remember at Hershel's farm when I saved your boy from walkers on the tractor?!" Lee shouted desperately, his words causing Kenny's eyes to widen in even more shock.

"What the hell happened to you Lee?" Kenny asked in confusion.

"Not now!" Mark said as he crouched down to examine the trap. Kenny's eyes widened as he spotted the the two teens and the trapped teacher.

"What happened?!" Kenny exclaimed.

"Please don't hurt us!" Travis begged, still having not gotten the intentions of the three.

"Calm down kid, I won't hurt you! What happened?" Kenny asked once more. His question was left unanswered as Mark turned to Lee.

"Lee, the traps been altered! There's no release latch!" He said as he stood up.

"Shit, we gotta go!" Kenny shouted as he pointed ahead, where a group of walkers were approaching. Lee quickly dropped down to examine the trap, hoping to get the man out in time, before an idea popped into his head.

"I have an idea!" Lee said as he rested his hand on the trap. The trap quickly heated up to the point of weakness, and Lee quickly pulled it apart, before touching the man's leg, causing him to scream in agony as his hand cauterized the man's leg.

"Stop, your hurting him!" Travis said, attempting to pull Lee away from his teacher, before screaming in pain as his hands were burnt on Lee's back, blisters quickly forming on the poor boy's hand.

"Mark, grab him and let's go!" Lee said once he let go of the man's leg, the wound cauterized and the bleeding stopped. Mark quickly heaved the man over his shoulder, and with haste, the group made their way away from the walkers and towards the Motor Inn.

* * *

Every thing was silent at the Motor Inn camp, aside from Clementine kicking a ball at the protective fence. Lilly smiled as she watched the girl for a few moments, before her attention was drawn to something rustling in the woods. Her eyes narrowed as the bush rustled again, and she whistled. That meant for everybody to get in defensive positions, and the whole camp went quiet. Lilly looked through the scope for a moment, prepared to shoot, before Kenny burst through the treeline, followed by Mark, who was carrying someone she didn't recognize, and two new faces. Her eyes widened in pure shock as a creature made of fire and brimstone ran in behind them, but she had no time to speak as someone opened the gate, allowing everyone, including the fire creature, to run inside.

"Ken, are you alright?!" Katjaa screamed as everyone ran in.

"What is that thing?" Clementine asked, looking at the still flaming Lee in wonder.

"Can I touch it?!" Duck asked excitedly. Kenny looked at Duck.

"What? No, you can't touch him!" Kenny exclaimed, giving Lee a look. "At least not yet?"

"You let a monster in here?!" Larry shouted, furious at the sight of Lee behind the rest.

"What the hell is that thing?!" Lilly asked as she came rushing in, her rifle still aimed at Lee.

"Calm down Lilly!" Lee shouted in desperation, which served to only make Lilly more suspicious.

"How do you know my name?!" She asked, shaking the rifle in fury as Carley ran up, aiming her gun at Lee as well.

"What are you?!" Carley demanded. Lee almost felt his hope give up, when the hourglass icon on his chest started blinking red, which only drove the group even further into hysteria.

"What are you doing?!" Lilly asked as both she and Carley put their hands on the trigger, prepared to shoot. This caused Kenny and Mark to aim their own guns at the two, to the shock of everyone.

"Calm down, Lilly!" Mark said, glaring at the blonde.

"How dare aim a gun at my daughter!" Larry shouted in pure rage.

"Kenny, what are you doing?!" Katjaa exclaimed in pure shock.

"Not now, hun! Lee, what's happening?" Kenny asked the fire man.

"I don't know!" Lee shouted, staring down at his chest.

"LEE?!" Most of the group shouted in shock, before a blinding red light enveloped the fire creature, causing everyone to shield their eyes. Once the light died down, everyone was shocked to find Kenny's statement true, as the resident peacemaker and Clementine's guardian, Lee Everett, stood in the place of the flaming creature.

"Lee, what was that?" Carley asked as she and Kenny lowered their guns, the latter also staring at his friend in confusion. Lilly, however, refused to lower her gun.

"You have five seconds to explain before I blow your fucking head off!" She said, causing all guns to turn on her, to her shock.

"Put the gun down, Lilly! We can explain." Mark said, his gun, as well as Carley's and Kenny's now, aimed at her head.

"You ain't shooting our friend!" Kenny shouted, his anger matching Lilly's like always.

"Did you not see what the fuck he just did?!" Lilly exclaimed in shock.

"Lilly, put the fucking gun down!" Carley ordered.

"You bastards!" Larry said, angered that everyone had turned against his daughter. Seeing that she was outnumbered, she gritted her teeth, before lowering her gun, the others slowly following suit.

"Lee? How did you do that?" Clementine asked, her young mind filled with wonder rather than fear. Lee looked at his wrist, where the watch he and Mark had found earlier was once again on his wrist, but this time, the hourglass now glowed red instead of green.

"With this." Lee answered, showing the nine-year-old the device.

"What is it?" Duck asked, running up next to Clementine, stars in his eyes as he looked at the device.

"We found it in the woods." Mark explained, turning to the group. "It was in some kind of pod."

"Pod?" Kenny asked, looking at Mark in disbelief.

"We know how it sounds." Lee said, stepping forward. "We thought it was a shooting star or something, but it nearly landed on us."

"Do you really expect us to believe that?" Lilly asked, looking at them like they were stupid.

"We can show you where the damn thing is!" Mark said, jerking his thumb in the direction of the woods.

"You're lying through your teeth!" Larry accused. "There are no such things as pods from space!"

"We never said it was from space, you old asshole!" Lee said, glaring at the old man. "We said it was a pod, that's it! Besides, did you not just see what I was?!"

"And that watch was inside?" Carley asked. Lee nodded.

"Yeah. And I'm not sure how to get it off either."

"Not to be offensive or anything, but how is it hard to get a watch off?" Kenny asked, unsure of how they could be telling the truth.

"He's lying, that's how." Larry said, still unbelieving of the two men's words. Lee stomped over to the large elderly.

"Here, you try getting it off if you don't believe me." Lee said, raising his arm towards Larry. Larry looked at Lee for a moment, before turning to the watch. He started pulling on the watch, but was shocked to find that it refused to come off. Narrowing his eyes, he pulled even harder, but he eventually gave up.

"What did you do, use super glue?" Larry asked.

"Larry, where the fuck is he gonna find super glue?" Kenny asked.

Larry shook his head. Lilly then decided to address the newcomers. "So why are they here?" She asked, gesturing to the two teens and the teacher with a missing leg.

"They needed help." Lee said, looking at the three.

"And you brought them here?" Lilly asked, not at all happy by their decision.

"They would've been killed out there otherwise." Mark explained.

"We are not responsible for every struggling survivor out there!" Lilly yelled. "You only brought more mouths to feed!"

"Come on, they're human beings!" Mark protested, and Lilly glared at him.

"The only reason your here is because you had food, enough for all of us." She spat. "But that's almost gone now, we only have a week's worth of food left!"

"Come on." Clementine said, pulling Ben and Travis away from the argument.

"He's been more of a help than you have, Lilly." Kenny remarked. Lilly then turned her glare full force towards Kenny.

"Please, my daughter has more balls than all of you combined." Larry said, glaring at the Florida man.

"That's enough!" Lee said, not happy with Lilly's attitude. "We brought them here and they aren't going anywhere, end of discussion!"

Lilly grumbled as she walked away, the group dispersing to their own devices. Lee then turned to the teacher. "I never did catch your name by the way."

"It's Kieth." The one legged teacher answered. Lee smiled.

"Welcome to the Motor Inn, Kieth. Nice to have you here."

"Not everyone seems to think so." Kieth remarked, looking at Larry and Lilly.

"Lilly and Larry have sticks up their asses. No one else minds." Lee explained. "I'll leave you in the very capable hands of Katjaa." He said, looking at the former vet. The woman smiled.

"I'll do my best."

Lee then walked away, before looking down at the watch on his wrist, which was still glowing red. Lee touched the button Mark had pressed before, but the watch emitted the sound that it had when he turned back to human form. He brought his hand up to the dial, twisting it, before sighing as he realized that he wasn't going to be using it again anytime soon. He looked at it for a few moments.

"This thing could really help us in the long run against walkers." Lee remarked. "I just hope I'll be able to use it again."

Deciding to occupy his time for a bit, he walked over to Clementine, finding her drawing on the concrete in the ground with chalk. "Hey Sweat Pea."

Clementine looked up at him. "Hey Lee!" She said, pointing towards her drawing. "Look what I drew!"

"That's nice, Clem." Lee said, as he saw her drawing of a rainbow on the ground. He turned to look at the child. "Anything I can do for you?" He asked.

"I'm hungry." Clementine said, holding her stomach. Lee nodded.

"We all are." Lee remarked with a sad tone. "I'll see what I can do, Clem."

"Thanks, Lee." Clementine said with a smile, returning to her drawing. Lee turned to walk away, and that was when a sound from the watch drew his attention to it. Looking down at it, he saw that it had turned green again.

"It must have to recharge." Lee said to himself, examining the watch. His words drew Clementine's attention once more, and she looked at him.

"The watch?" She asked, looking up at the man. Lee nodded.

"Yeah." He confirmed. "When Mark and I found it, it was green. When I turned back to normal, it was red, and now it's green again." Lee explained to the child.

"Can I see?" Clementine asked. It wasn't that she didn't believe Lee, but she wanted to get a closer look at it. Lee smiled.

"Sure thing, Sweet Pea." He said, crouching down and holding his hand up to her.

"Hey Lee." Kenny's voice caught Lee's attention, and Lee looked up at the man while Clementine looked at the watch. "I know you just became human again, but do you mind if I see how that thing works?"

"I wanna see too!" Duck said, running up next to his dad. Lee chuckle at the boy's antics, before looking at Kenny.

"Sure thing, Kenny." He stood up, bringing the watch up to his view, and pressed the button that Mark had pressed before. The face of the watch shot up, and the same silhouette of the fire creature was on it. Lee was about to press it down, but then he remembered the dial. He twisted the dial, wasn't too shocked to find another silouhette, with a different shape. This one looked it could fly. Lee decided to keep twisting the dial, counting all the different shapes that popped up, until he was back on the fire creature. "Hmm."

"What is it?" Kenny asked, curious as to Lee's reaction.

"I think there are ten different forms here." Lee said, looking up at the man. Kenny's eyes widened.

"Really?" He asked in surprise. Lee nodded. Kenny whistled. "That things gotta be useful."

"I'd imagine." Lee said.

"Can I pick a form?" Clementine asked. Lee smiled as he crouched down once more.

"Go ahead. Twist the dial until you find one you like, and then push it down." Lee explained, and Clementine nodded. She twisted the dial, examining each and every alien, until she stopped on one. The form looked large, and it had two toes and each foot. It's main features, however, were the extra pair of arms it had under it's normal pair. Clementine pushed the face down, and everyone covered their eyes as an emerald light flashed. Once it stopped, everyone in the camp turned to look in Lee's direction. No longer a human, Lee now stood as a large ten foot tall red being, with massive muscles. The creature was dressed in a white shirt with a black stripe running down the middle, and a black pair of pants. A pair of fingerless gloves were on all four hands, and he had two sets of eyes. The watch's symbol was on his left shoulder.

"Woah. That's so cool!" Duck said, laughing.

"Everything alright, man?" Kenny asked, concerned for his friend. Lee nodded.

"I feel great." Lee said. His voice was much deeper. "I wonder what this form can do?"

"Maybe he's strong?" Clementine proposed. Kenny whistled.

"Looks like it. There's a car right outside the gate. It may sound a bit far-fetched, but you oughta see if you can pick it up." Kenny proposed. Lee nodded and walked towards the gate.

"Is that Lee?" Lilly asked. Kenny nodded. "What's he doing?"

"He's testing out this form." Kenny explained as Carley and Katjaa walked up next to him.

"Did that watch do this to him?" Carley asked. Kenny nodded.

"I hope it doesn't hurt him." Katjaa remarked as she watched Lee effortlessly hop out over the gate.

It didn't take him long to spot the car, and Lee approached it. He picked it up with his upper set of arms, effortlessly holding it over his head, as if it were a piece of paper. Deciding to test something, he let go of the car with one hand, and he balanced it easily on the other. Lee smiled, before jumping in shock as he heard the telltale groan of a walker. He turned just in time for the walker's teeth to clamp down on his lower left arm. He set the car down, and grabbed went to grab the walker. He didn't control his strength, however, and he effortlessly crushed the walker's head. Lee watched as the body fell to the ground, and looked at his arm. Lee's eyes widened slightly when he saw that the walker's teeth never even penetrated his red skin.

"This watch'll definitely help us."

* * *

** A/N: And that wraps up the first chapter. I really hope you all enjoyed this chapter, and it was fun to write. The next chapter, we'll be introduced to the St. Johns. As always, don't forget to review, and I'll see you in the next chapter.**


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